Rails to TrailsFounded in 1903 to serve the Great Northern Railway, Whitefish is skiing's original railroad town. From its restored downtown train station to its wooden sidewalks and historic buildings, it remains the real thing. Even today, people get off Amtrak's Empire Builder, look down the town's wide, empty streets (or up at The Big Mountain) and realize this is no mountain metropolis cum ski town. Instead, it's a place (population: 5,500) where pick-up trucks outnumber SUVs and the only fur you're likely to see is on the occasional wandering moose or bear. Likewise, there are no four-star hotels or fancy French bistros, just cozy B&Bs, unpretentious restaurants, and friendly bars.

The bad news is that Whitefish can be cold (and foggy). The good news is that never stops the locals-lots of third-generation railroad folks and Park Service types-from hitting The Big Mountain, eight miles away, or grabbing their X-C skis to skate through nearby Glacier National Park. Back in town, you'll find them getting wild at rowdy bars like the Palace or getting weird during Winter Carnival (think yetis and Vikings). The fact is, Whitefish's winter weather may drive off a fair number of newcomers, but those who stay wouldn't live anywhere else.

BUSINESS MOST NEEDED: a good swimwear shop (to go with a planned indoor aquatics center).DON'T FORGET TO PACK: your binoculars. (When viewing moose, elk, eagles, and especially grizzlies, a little distance is a good idea.)